06 - cybernet.co.jp · aided engineering (CAE) solutions. ... sentative director of Cybernet Systems in June 2006. As the ... in 2008 or 2009

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M Profile

Since its establishment in 1985, Cybernet Systems Co., Ltd. has been dedicated to providing computer aided engineering (CAE) solutions. We are proud of the fact that, in-cluding the days of our predecessor company, we are the only company in Japan to have been involved in CAE for over 25 years. The role of CAE is to support manufacturing with computers. In other words, it provides behind-the-scenes sup-port for the Japanese economy, the prosperity of which is rooted in manufacturing. In fiscal 2005, ended March 31, 2006, we welcomed KGT Inc. and PLAMEDIA Corporation into our scope of consolidation, seek-ing further growth as the Cybernet Systems Group. The Cybernet Systems Group will continue to expand its business and contribute to manufacturing in Japan with leading-edge CAE solu-tions.

Contents 01 To Our Stakeholders and Investors

04 CSR (Corporate Social Responsibilities)

Corporate Governance

Social Contributions to Support Manufacturing and Cultivate Expertise

06 What's CAE ?

08 Review of Operations

11 Management's Discussion and Analysis

13 Balance Sheets

14 Statements of Income

14 Business Segment Information

15 Statements of Cash Flows

16 Stock Information

16 Cybernet Systems Group

17 Corporate Data

c4 Corporate History/Investor Relations on the Internet

Forward-Looking StatementsIn this investors’ guide, statements other than historical facts are forward-looking statements that reflect the Company’s plans and expectations. These forward-looking statements involve risks, uncer-tainties and other factors that may cause actual results and achievements to differ from those anticipated in these state-ments.

INvESTORS’ GUIDE 2006 01

To Our Stakeholders and Investors

I, Kuniaki Tanaka, took over as the new president and repre-sentative director of Cybernet Systems in June 2006. As the new head of the Company, I would like to review fiscal 2005, ended March 31, 2006, and report on our business strategies for the future.

Review of fiscal 2005Fiscal 2005 was our first year of consolidated accounting since acquiring as subsidiaries KGT Inc. in April 2005, and PLAMEDIA Corporation in August of that year. As a result, consolidated net sales amounted to ¥17,399 million, with operating in-come of ¥2,301 million. Consolidated ordinary income totaled ¥2,548 million, and net income was ¥1,503 million. Compared with non-consolidated results from fiscal 2004, sales were up 24.4%, though earnings remained flat, falling slightly 0.5%. The main reasons for the lack of earnings growth were that Cybernet Systems, on a non-consolidated basis, failed to achieve its initial sales targets, and the effect of exchange rates. Regarding sales, in the CAE Solution Service Business, healthy capital investment in the manufacturing industry boosted sales of our mainstay CAE software in nearly all fields, including control, mechanical, optical and electronics CAE. However, we were unable to achieve the level of sales expected in the automotive control field. In the Network Solu-tion Service Business, the main impact was our failure to meet targets for epiplex, software to support operational improve-ment and e-learning for CAD and CAE software. We had a difference of opinion with the developer over the direction of development for this software, and it was necessary to tempo-rarily halt sales. In terms of returns to shareholders, we implemented a 3-for-1 stock split in July 2005, and paid dividends of ¥1,450 per share. In effect, dividends rose 3.6% from the previous fiscal year, with a payout ratio of 32.1%.

Looking ahead to fiscal 2006, ending March 31, 2007We plan to get back on a growth track during fiscal 2006, with increases in both sales and earnings. We have set targets for consolidated net sales of ¥20,200 million (up 16.1% year on year), operating income of ¥2,680 million (up 16.5%), ordinary income of ¥2,700 million (up 6.0%), and net income of ¥1,565 million (up 4.1%). Investment by makers in digital manufacturing technologies is expected to increase. In the CAE Solution Service Business, the main focus of our corporate group, we will strive to pro-vide solutions suited to the investment requirements of our cli-ent companies, pursue growth in both existing fields and new fields such as nanotechnology and life sciences, and expand sales of services such as user training, consulting and analysis operations outsourcing. In Network Solution Service Business, with the retirement of baby boomers due to begin in 2007, we will expand sales by strengthening efforts for software to pass on knowledge before the, improve operations for CAD/CAE users, and sup-

PresidentKuniaki Tanaka

INvESTORS’ GUIDE 200602

port e-learning. Also, we will focus on security products suited to the information security investment requirements of our clients. In both of these areas we will enhance our marketing struc-ture, and continue our double-digit growth.

Focus on sales of in-house developed software as wellIn our medium- to long-term business plan “STEP105” an-nounced in April 2005, we laid out three goals: further expan-sion of the CAE Solution Services Business; transforming the Network Solution Service Business into a second pillar for earn-ings; and cultivation of new business fields. We have gradually made strategic moves toward the realization of these goals. We acquired usage rights to the source code for epiplex—a product that we are focusing on as a tool to improve the work of CAD/CAM/CAE users—in January 2006, making the deci-sion to develop it ourselves as our own in-house software. We intend to analyze the way in which CAE and CAD software is utilized to create a tool that will lead to greater efficiency of operations, as we work to develop and sell the product in the future. In January 2006 we began selling our first in-house de-veloped software program, WAON, a wide-reaching acoustic analysis software system. The principal users of this program will be automobile makers, who are already large-scale users of CAE. This product allows for analysis of engine vibration noise, and exterior noise problems with full-size vehicle models. The software can be used for more than just automobiles, and has applications in the construction fields, such as for concert halls or sound barriers for railway overpasses. It can analyze sounds in low to high ranges, helping resolve complex problems in a short period of time. One software that is currently attracting much attention is Ci-Tower, an internal control solution developed independently by our subsidiary KGT. The Japanese version of SOX (the U.S. Sarbanes-Oxley Act for corporate reform) will require compa-nies to adopt strict internal controls, and the deadline for com-panies to prepare their response is estimated to be sometime in 2008 or 2009. Ci-Tower is based on software developed for a company listed on the New York Stock Exchange, as part of

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Operating income(Millions of yen) Years ended March 31

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Net income(Millions of yen) Years ended March 31

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3 Financial Highlights Non-Consolidated Consolidated

(Millionsofyen,exceptwherenoted)

YearsendedMarch31 2006 2005 2006

Net sales ¥14,626 ¥13,968 ¥17,399

Operating income 2,275 2,473 2,301

Ordinary income 2,501 2,616 2,548

Net income 1,463 1,511 1,503

Net income per share-basic (Yen) ¥4,510.85 ¥13,528.03 ¥14,593.41

Total assets ¥13,042 ¥12,236 ¥13,812

Shareholders’ equity 9,086 8,314 9,126

Shareholders’ equity per share (Yen) ¥28,583.78 ¥78,928.36 ¥28,665.87

NoteThe Company conducted a three-to-one split of the common stock (free issue) on July 20, 2005.


its response to SOX. Its main features are this record of reliabil-ity, and its reasonable price due to the fact that it is packaged software. Similarly, our subsidiary PLAMEDIA has a solid repu-tation as a provider of CAE software for resin flow analysis, molding analysis, and similar technology. We intend to position Cybernet Systems as the distribution outlet for these products, conducting aggressive marketing.

Becoming a one-stop CAE solutions companyCybernet Systems has recently introduced a new corporate structure. Since the launch more than 25 years ago in 1980 of the CYBERNET service as Control Data Corporation (CDC) Japan, we have continued to accumulate experience and a solid record as a specialist in CAE, expand sales in existing fields while cultivating new ones. One of the main tasks of the new management structure is to achieve the goals and targets of the medium- to long-term business plan STEP105. The key phrase of our business development is “the one-stop CAE so-lution company,” a firm that responds to a wide range of user needs regarding CAE software, from purchase to the training experts in its use. In order to realize the medium- to long-term business plan STEP105 announced in 2005 (Targets for fiscal 2009, ending March 31, 2010: Consolidated net sales of ¥40 billion with operating income of ¥6 billion), we will implement business with dynamism and a sense of speed. Many of our clients recognize the usefulness of CAE, but agonize over the lack of personnel qualified to use it. For this reason we mapped out a concept of a kind of “CAE Univer-sity,” where we would train people to be experts in using CAE. Specifically, we are looking at offering seminars with a curriculum extending from basic operation of CAE software to applications for use. We are also considering working with universities and graduate programs that are eager to support manufacturing, to make this seminar part of their coursework. We are focusing not just on manufacturing, but support for the development of CAE experts.

With Cybernet Systems entering a new stage in its develop-ment, we have updated our brand logo. We have settled on the single word “CYBERNET” as our logo, combined with the slogan “Our passion supporting your passion to create.” We will continue to strive each day to be the partner most trusted by people involved in manufacturing. I offer my appre-ciation to all of our shareholders and investors, and thank you for your continued support.

June 23, 2006

Kuniaki TanakaPresident and Representative Director

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CSR (Corporate Social Responsibilities)

The board of directors discusses and decides on man-agement policies and other matters under the supervi-sion and auditing of corporate auditors, which has been designated as the supervisory function for operations mandated to the board of directors, providing regular reports on the status of those operations. In addition to supervising by corporate auditors, an internal auditing office has been established as an inter-nal control measure. The internal auditing office works to grasp the current status and problem areas of internal control management and administrative management, conducts regular internal audits, and makes concrete proposals for operational improvement.

Recent Measures to Enhance GovernanceCybernet Systems is enhancing and strengthening its internal control and corporate information disclosure structures.

O Formulation of an information security policy and personal information protection guidelines

Cybernet Systems has formulated an information security policy, mainly through the information security commit-tee established in fiscal 2005, ended March 31, 2005. This purpose of this policy is to prevent any foreseeable security breeches to customer data, vital business infor-mation, technical or management data.

Corporate Governance

Fundamental PolicyCybernet System’s company principles include “conduct of highly transparent business” and “action with high ethical standards as a good corporate citizen.” This is our basic stance regarding employees, clients, software developers, business partners, and our shareholders. Our fundamental policy with regard to corporate governance is to adhere to our company principles, and work to enhance the speed of decision-making, and strengthen oversight of operations. Regarding compliance with laws and regulations, we formulated a Compliance Principles handbook and dis-tributed it all board members and employees, in an effort to build a structure instilled with high ethical standards that is able to provide risk management and checks.

Oversight of Operations and Internal Control SystemsCybernet System’s board of directors consists of six direc-tors. Currently there are no external directors, but strict supervision of management is conducted by means of the Board of Auditors. The board of corporate auditors consists of four corporate auditors (one full time and three part-time), two of which are external auditors.

From left:

Kyuetsu Mihira (Senior Managing Director)

Satoshi Imamura (Director)

Kuniaki Tanaka (President)

Yoichi Mizoguchi (Director)

Hiroshi Takahashi (Managing Director)

Takaaki Shigemitsu (Director)


We further recognize that the personal information on our clients obtained in the course of our business activities is one of our most important assets, and the protection of such personal information is a social re-sponsibility. We therefore established personal informa-tion protection guidelines in order to clearly demonstrate both inside and outside the company our efforts regard-ing this important and ongoing management issue.

O Enhancement of the structures for timely disclo-sure of corporate information

We are working to improve our corporate structure in order to provide timely and appropriate disclosure to our shareholders and investors, such as earlier disclosure of financial statements, frequent convening of corporate briefings, and other measures. We have also formulated a basic policy for investor relations, highlighting the im-portance of timely disclosure of corporate information.

Social Contributions to Support Manufacturing and Cultivate Expertise

Cybernet Systems, as an expert in the field of CAE, takes part in social contribution activities aimed at fostering innovation in the manufacturing industry, and cultivating expert personnel that the carry on manufacturing tech-nology to the next generation. Some of the main activi-ties are highlighted below.

1. Support for the ROBO-ONE bipedal robot com-petition

Cybernet Systems has been a co-sponsor of the ROBO-ONE competition, a tournament for robots walking on two legs, organized by the nonprofit ROBO-ONE Orga-nizing Committee, since the third competition held in 2003. The purpose of the contest is to support the devel-opment and widespread use of robot technology, with the aim of helping more people, from children to adults, discover the fun of robots. Cybernet Systems provides support to ROBO-ONE, a martial arts style tournament between robots no more than 120cm tall and with no weight limit, as well as ROBO-ONE on PC, a competition to determine whether teams can overcome a variety of problems in a comput-er-generated virtual environment that would be impos-sible in the real world. We loan our control software to

teams and provide technical and opera-tional support, work-ing to develop robot technology and to win over new robot fans.

2. Sponsor of the Student Formula SAE Competi-tion of Japan

The Student Formula SAE Competition of Japan is an opportunity for students to cultivate their manufacturing skills, aimed at providing support for the development of the Japanese automotive industry. Cybernet Systems has participated as a sponsor since the second competition held in August through September 2004, loaning soft-ware to analyze the strength of the chassis and compo-nent parts of automobiles of participating vehicles, and providing technical support for design, processing and assembly aspects of manufacturing. By providing sup-port for such self-motivated efforts of students, we are contributing to devel-oping experts for the future of the automo-bile industry.

3. Support for the artificial satellite project Astro Technology SOHLA

Astro Technology SOHLA is an organization of small- and mid-sized manufacturing companies in the city of Hi-gashi-Osaka, established in December 2002 with the aim of amassing strong technological capabilities to develop and launch a small-scale artificial satellite. SOHLA is currently pursuing development of an artificial satellite through the New Energy and Industrial Technology De-velopment Organization (NEDO) of the Ministry of Econ-omy, Trade and Industry (METI). Many of the companies involved use a wide range of Cybernet Systems’ CAE software programs. Participation is no longer limited to companies in Higashi-Osaka, but is being expanded to include the entire Osaka region. We share the same spirit of challenge with regard to space development, which will be a future issue for manufacturing in Japan in the future. We support this social contribution project in this spirit, and from the perspective of passing on vital tech-nologies.

The final match in the Ninth ROBO-ONE competition(Source: ROBO-ONE orga-nizing committee)

The Utsunomiya University team, a top finisher in the

autocross tournamentParticipants in the Third Stu-dent Formula SAE Competition (Source: Society of Automotive Engineers of Japan)

Researchers in development of a panel-spread, multipurpose small-scale satellite (right)(Source: Astro Technology SOHLA)


Feature

What’s CAE ?CAe stands for Computer Aided engineering. As opposed to computer aided design (CAD), which is used to create two- or three-dimensional drawings, CAe is the virtual creation of a product on a computer, on which simulations can be run to assess its features and characteristics. CAe makes product development faster and more efficient.

Case Study: CAE Used in the Development of Mobile Phones

CAE is widely used in the development of every phone model. Mobile phones pack a variety of features into a compact body. At the same time, because they are easily slipped into a pocket and carried around, they are subject to many types of shock and vibration, and may even be dropped. Along with the fact that the product develop-ment cycle is short, the reasons for CAE to be used in many aspects of development is clear.

Bright and clear LCD screens

Full-color LCD screens require backlights with both high brightness and uniform illuminance. The illumination of the backlight is analyzed with CAE.

Exterior design

CAE is used to simulate the shock a mobile phone receives when it is dropped. The result is used to calculate the optimal body strength.


The History of CAE

The origins of CAE can be found in a method newly developed by Boeing to analyze the vibration properties of its plane’s wing structure. The method involved divid-ing the wing into small segments, and representing the characteristics of each segment mathematically. Putting these segments together created a formula that de-scribed the overall characteristics of the wing, could then be analyzed. This was the beginning of the finite element method currently used in mechanical fields. General-pur-pose structural analysis software was later developed by government research institutes and major corporations. Among these was ANSYS, developed by researchers at Westinghouse, that is now the principal product of Cybernet Systems.

Why CAE is Used

Prototypes are an essential part of manufacturing. In the case of automobiles, for example, physical tests using prototypes are necessary to ensure safety in impact tests, or to verify the degree of noise from engine vibration or wind. Though the purposes of the tests differ, the process is the same, whether for household electronics, communication devices or other products. However, in fiercely competitive markets it is necessary to commer-cialize products and bring them to market ahead of the competition. CAE eliminates testing using physical proto-types, shortening the design and development process, and thereby helping to reduce development costs.

Effect of High-Frequency Waves on the Body

High-frequency waves emitted from the antenna generate heat en-ergy when passing through a human body. The effects on a body are simulated with CAE.

Camera Functions

The microminiature CCD camera lenses incorporated into mobile telephones require high degrees of precision. CAE is essential to the design and evaluation of the properties of these lenses.

Accurate and Easy-to-Hear Voices

CAE technology is used to design highly sensitive antennas and elec-tronic circuits that efficiently generate audio waves.

Human body model

Portion where the tem-perature is rising


Overview of fiscal 2005, ended March 31, 2006In the manufacturing industry, the principal source of clients for the Company, more companies increased spending on capi-tal investment and R&D, reflecting improvement incorporate earnings. Willingness to invest in CAE software grew steadily, as companies sought to respond to the business environment by shortening the development cycle for new products, differ-entiating products with more advanced features, and lowering market prices. In such a business environment, net sales in the CAE Solu-tion Service Business (on a non-consolidated basis) rose 4.9% year on year to ¥13,691 million. This business accounted for 93.6% of sales overall, continuing to be the driving force for the Company.

Overview by business lineIn mathematical modeling, control and DSP/communications systems design, MATLAB has been introduced in a wide range of industries, including automotive, construction machinery, and precision machinery. One recent move that is particularly notable is the focus on model base development. Under this method, a model created with MATLAB is used as the specifi-cation document, and utilized in all aspects of the design and development process. The automotive industry eagerly intro-duced model base development in fiscal 2004, ended March 31, 2005 but demand leveled off in fiscal 2005. This was the main reason why sales in the CAE Solution Service Business were down slightly from initial projections. However, MATLAB CAE software is the de facto standard for control and communications system design, and we expect that it will be even more widely introduced in the electronics and precision instruments industries as model base develop-ment makes further inroads. The number of educational in-stitutions introducing MATLAB has also risen, and it is being incorporated into the science and technology curriculums of numerous universities. In mechanical CAE, our mainstay ANSYS system is a cut-ting-edge product that offers multi-physics solutions, allowing simultaneous analysis of complex physical problems, such as compound problems involving structure, heat, fluids, electro-

CAE Solution Service Business

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Sales by business line (%) Years ended March 31

Numerical, Control and Communication Mechanical system NetworkingOptical system Circuit design

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Review of Operations

Director : Satoshi Imamura (In charge of Mechanical

CAE Division)

Director: Takaaki Shigemitsu (In charge of Applied Systems First Division)

Director: Yoichi Mizoguchi (In charge of Applied

Systems Second Division)

Electronic control system model produced with MATLAB/SimuLink

Flow analysis through a turbocharger produced with ANSYS CFX


magnetic fields, sound and other factors. During fiscal 2005, sales of ANSYS CFX, used for fluid analysis, were particularly strong in the electronics and precision instruments industries. Although MATLAB for mathematical modeling, control and DSP/communications systems design, and ANSYS for mechani-cal design are Cybernet Systems’ two main business pillars in the CAE Solution Service Business, we are also focusing efforts in the areas of optical and electronic circuit design. In the flat panel display industry, revitalized by sales of LCDs and other products, and the LED, the focus of attention for the future of lighting, demand is rising for LightTools, an illuminance analysis CAE system that is gradually becoming the de facto standard for the industry. In electronic circuitry design, the analog circuit simulation software PSpice is being widely used in the power electronics field. Demand is also growing for OrCAD PCB Edi-tor, a new tool for printed circuit board design, marking our full-scale entry into this field.

Future developmentWith the growing use of CAE, simulations are being conducted combining numerous types of CAE software, and demand is steadily growing for multi-product solutions. In other words, there is a need for simulation and optimization in combined areas, such as in structure and electric, structure and control, or control and electric. Cybernet Systems is responding to this need by enhancing its structure, establishing a CAE Technical Laboratory in April 2005. In the automotive industry, MATLAB is being more widely used on the production floor as a control design tool. Because the market scale is expected to be several times larger than that for research and development, we are actively establish-ing a support structure with the aim of achieving further pen-etration. We are also looking ahead to a similar development spreading to other industries, such as electronics, communica-tions, machinery or production plants. We are also pursuing hybrid solutions to conduct simula-tions and measurements as a set by combining LightTools, which is gradually gaining a strong reputation in the flat panel display industry, and ProMetric, a system for measuring illumi-nance, brightness and chromaticity. Overseas business expansion for software developed by Cy-bernet Systems is also being considered. Some of our leading candidates are WAON, a wide-reaching acoustic analysis soft-ware system, and visualization software for medical use from our subsidiary KGT. Although it is not included in our scope of consolidation, our Shanghai subsidiary CCA Engineering Simu-lation Software (Shanghai) Co., Ltd., established in December 2004, has made a step up from its usual outsource analysis business, and has begun selling CAE software. We expect that these efforts will make a significant contribution to the global-ization of the CAE Solution Service Business.

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Sales by category of Industry (%) Years ended March 31

Electrical equipment Machinery and Precision machinery Service industry Others

Chemical industry

Steelmaker

Transportation equipmentEducation

and Research institution

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Communication, Electric power and Fuel gas

The illumination analysis software LightTools

The wide-reaching acoustic analysis software system WAON

A printed circuit board design produced with OrCAD PCB Editor


Network Solution Service Business

Senior Managing Director: Kyuetsu Mihira

(In charge of Network Solution Department)

Business overviewOur aim in the Network Solution Service Business is for further business development in fields related to our core CAE Solu-tion Service Business. The focus of our operations is to enhance the CAE-related environment, improve the business process through digital manufacturing using CAD/CAM/CAE applica-

tions, allow for sharing of CAD/CAM/CAE results over the Internet anytime, anywhere and for anyone, even if the devel-opment site is not close by, with products such as epiplex, a tool for e-learning of the use of a range of applications. We also provide a multimedia Web meeting service for conduct-ing design and development meetings. The products we offer include Reflection, a terminal emulator for host computers; QND/QAW, software for unified management of IT assets that is also compatible with information security and the pro-tection of personal information; and Pointsec, which encrypts the entire hard drive of a computer. The majority of users of Cybernet Systems’ CAE products provide cutting-edge IT solutions.

Overview of fiscal 2005, ended March 31, 2006Net sales in the Network Solution Service Business (on a non-consolidated basis) rose 1.2% year on year to ¥934 mil-lion. This business accounted for 6.4% of sales overall, down from 6.6% the previous fiscal year. The main reason for the slump in sales was that the developer of epiplex changed the course of development in such a way that did not fit with development of functions we require, mainly business process improvements and e-learning support for CAD/CAM/CAE, holding back sales efforts. epiplex is a software program that helps pass on knowledge through e-learning and other means, as well as improve operational efficiency. We feel that there is a deep-seated need for this system among companies facing the mass retirement of baby boomers in 2007. Cybernet Systems acquired the usage rights to the source code for this software, and the change of direction pursued through our internal development was the source of the controversy. Growth in IT asset management software slowed during fiscal 2004, ended March 31, 2005, but got back on track during fiscal 2005. New demand was linked to companies needs responding to laws protecting personal information. WebEx enjoys an overwhelming market share in the U.S. of just under 70%, but has faced difficulties in Japan because it does not necessarily fit with the particular network adminis-tration environment of Japanese offices, and introduction has not proceeded as expected.

Future developmentWe will continue our rise in earnings from the previous term by providing epiplex solutions in the manufacturing and en-gineering fields to facilitate the transfer of knowledge and improvements in operational efficiency, by focusing on provid-ing PC security and other IT asset management solutions, and by developing unique services.

The operations management solution Ci-Tower, used for internal control and risk management

The process coordinator and e-learning support tool epiplex

The multimedia Web conferencing service WebEx


Management's Discussion and Analysis

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Status of the corporate groupThe Cybernet Systems Group consists of Cybernet Systems Co., Ltd. (the Company), Fuji Soft ABC, Inc. (par-ent company), KGT Inc. (consolidated subsidiary), Plamedia Corporation (consolidated subsidiary), and CCA Engineering Simulation Software (Shanghai) Co., Ltd. (non-consolidat-ed subsidiary). The Company and its two con-solidated subsidiaries, in financial statements for fiscal 2005, ended March 31, 2006, reported net sales of ¥17,399 million, operating income of ¥2,301 million, ordinary income of ¥2,548 million, and net income of ¥1,503 million. As for the financial position, total assets amounted to ¥13,812 million, shareholders’ equity was ¥9,126 million, and the equity ratio was 66.1%. No year on year comparisons are available, as this was the first year that the Company re-ported on a consolidated basis.

Sales and earningsOn a non-consolidated basis, net sales for fiscal 2005, rose 4.7% to ¥14,626 million. By business segment, net sales in the CAE Solution Service Business segment increased 4.9% year on year to ¥13,691 million, and the Network Solution Service Busi-ness segment was up 1.2% to ¥934 million. As a percentage of overall sales, the CAE Solution Service Busi-ness segment accounted for 93.6%, and the Network Solution Service Business segment for 6.4%. Gross profit declined 2.0% to ¥5,727 million. The gross profit mar-gin was 39.2%, down 2.6 percentage points from 41.8% in the previous fiscal year. The main factor with a positive impact on gross profit was an increase in net sales of ¥325 million, while factors with a negative impact included exchange rate fluctuations and cost ratio differences of ¥269 million, and an increase in technology service cost of ¥170 million. The aver-age exchange rate for fiscal 2004, ended March 31, 2005, was ¥107.87 to the U.S. dollar, while in fiscal 2005, it as ¥112.22 to the dollar. Selling, general and administrative (SG&A) expenses increased 2.5% year on year to ¥3,452 million, and SG&A ex-penses as a percentage of sales was 23.6%, a decline of 0.5 percentage points from 24.1% in the previous fiscal year.

As a result, operating income de-creased 8.0% year on year to ¥2,275 million. Net foreign currency transla-tion gains increased ¥64 million from the previous fiscal year, as the net nonoperating balance improved by ¥84 million for a gain ¥226 million. Consequently, ordinary income de-clined 4.4% year on year to ¥2,501 million. The range of extraordinary losses was narrow, from a net extraordinary loss of ¥68 million in the previous fiscal year to a ¥46 million loss in fiscal 2005. As a result, net income for the subject fiscal year fell 3.1% to ¥1,463 million. Net income per share declined to ¥4,510.85 from ¥13,528.03 in the previous fiscal year, but this was the result of a three-for-one stock split implemented in July 2005. Considering this, net income per share was on par with the previ-ous fiscal year. By business segment on a con-solidated basis, net sales in the CAE Solution Service Business segment amounted to ¥14,383 million with operating income of ¥3,485 million, and in the Network Solution Service Business segment net sales totaled ¥3,015 million with operating income of ¥162 million.

Financial positionOn a non-consolidated basis, total assets rose 6.6% year on year to ¥13,042 million. The main factors with a positive impact were, in cur-rent assets, cash and deposits of ¥134 million, and short-term loans to affiliated companies of ¥200 million, and in fixed assets, software of ¥372 million, and shares in affiliated com-panies of ¥535 million. The main fac-tors with a negative impact were, in current assets, marketable securities of ¥147 million, and advanced pay-ments of ¥176 million, and in fixed assets, software under development of ¥100 million. In terms of liabilities, the Company had no interest-bearing debt during the subject fiscal year, or in the previ-ous fiscal year. In current liabilities, accounts payable increased ¥122 million, and accrued income taxes


declined ¥175 million, but there was no substantial change in total liabili-ties, which increased 0.8% year on year ¥3,955 million. Shareholders’ equity increased 9.3% year on year to ¥9,086 million, and the equity ratio rose 1.8 percentage points to 69.7%. On a consolidated basis, total assets amounted to ¥13,812 million, shareholders’ equity totaled ¥9,126 million, and the equity ratio was 66.1%.

Cash flowsNote: The Company began reporting on a consoli-dated basis in the subject fiscal year, so cash flows on a non-consolidated basis are not disclosed.

On a consolidated basis, cash provid-ed by operating activities amounted to ¥1,854 million, due mainly to income from income before income taxes and others of ¥2,497 million, and depreciation and amortization of ¥150 million. Cash used in investing activities amounted to ¥512 million, due mainly to payment for acquisition of shares in newly consolidated subsidiaries of ¥257 million, and payment for ac-quisition of intangible fixed assets of ¥335 million. Cash used in financing activities amounted to ¥1,064 million, due mainly to payment for repayment of short-term borrowings of ¥410 mil-lion, and payment for repurchased treasury stocks of ¥277 million. As a result, cash and cash equiva-lents at the end of period increased by ¥299 million for a total of ¥3,081 million.

RisksMajor risks to which the Cybernet Systems Group is subject to in the course of its business activities are as follows.

1. Risks concerning product competi-tiveness

Products provided by the Cybernet Systems Group are leading-edge and highly reliable products in the global market, but there is a possibility that product competitiveness could deteriorate as a result of decline in the development capabilities of the developer.

2. Risks related to reliance on specific suppliers

Products provided by the Cybernet Systems Group are limited in terms of supplier, as many of them are sup-plied directly from the developer, so reliance on those suppliers is high. There is a possibility of a negative impact on earnings should, for any reason, the Company’s sales agency contract with the developer not be renewed.

3. Risk of information leakageThe Cybernet Systems Group receives personal data regarding its clients and other confidential information. There is a possibility of a negative im-pact on earnings as a result of indem-nity claims from clients, loss of faith in the Company or other factors.

4. Risks concerning fluctuations in exchange rates

Products provided by the Cybernet Systems Group are purchased directly from overseas developers, and those transactions are conducted mainly in U.S. dollars. Consequently, there is a possibility of declines in profitability as a result of fluctuation in exchange rates.

5. Personnel retentionThe Cybernet Systems Group con-ducts its business in the highly spe-cialized field of CAE, so we consider capable personnel to be essential to growth. There is a possibility of a negative impact on medium- to long-term growth should there be obstacles to the retention and train-ing of personnel.

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400

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4,000

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Number of employees and net sales per employee

Years ended March 31 (Millions of yen)

55.85

51.32

55.34 55.65

51.32

48.33

66.9 66.267.4 67.9

69.7

66.1

9.0

8.8

10.4

10.8

10.08.6

Depreciation and amortization(Millions of yen) Years ended March 31

Shareholders’ equity and equity ratio


Return on equity(%) Years ended March 31

188

219

227

251

285

360

6,28

6

7,06

3

7,84

3

8,31

4

9,08

6

9,12

6

139

114

135

181

150



Balance Sheets


(Millionsofyen)

March31 2001 2002 2003 2004 2005 2006 2006

Assets

Current assets

Cash and deposits 3,300 3,127 4,404 2,088 2,781 2,916 3,081

Notes receivable, trade and accounts receivable 2,465 2,563 3,149 3,016 3,454 3,476 4,314

Marketable securities — 2,406 1,701 4,202 3,217 3,069 3,069

Inventories 54 86 147 132 111 73 84

Short-term loans — — — — — — 1,000

Prepared expenses 26 24 45 32 35 54 —

Advanced payments 92 119 134 299 456 279 —

Deferred tax assets 59 91 119 200 160 157 157

Loans to affiliated companies — — — 500 1,000 1,200 —

Other current assets 2 405 283 300 61 113 524

Allowance for doubtful accounts -7 -5 -3 -3 -3 -3 -5

Total current assets 5,994 8,821 9,983 10,770 11,276 11,338 12,228

Fixed assets

Tangible fixed assets 325 266 264 208 284 260 280

Buildings 46 48 60 50 94 87 92

Other tangible fixed assets 279 217 203 157 190 173 187

Intangible fixed assets 11 15 72 292 174 393 723

Investments and other assets 496 289 343 356 501 1,049 579

Total fixed assets 834 571 680 858 960 1,703 1,583

Total assets 6,829 9,392 10,664 11,628 12,236 13,042 13,812

Liabilities

Current liabilities

Accounts payable 1,273 1,474 1,690 1,407 1,738 1,861 2,293

Accrued expenses 181 176 234 367 342 324 —

Income tax payable 368 344 436 653 614 439 443

Consumption tax payable 122 150 112 162 122 126 128

Advances received 292 340 353 404 429 478 608

Reserve for bonuses 139 181 193 217 245 243 298

Other current liabilities 78 83 213 213 28 43 449

Total current liabilities 2,457 2,752 3,234 3,428 3,522 3,515 4,222

Long-term liabilities

Accrued severance indemnities 262 309 335 322 354 389 403

Reserve for directors’ retirement allowances 146 44 30 33 45 49 57

Other fixed liabilities — — — — — —

Total long-term liabilities 408 353 366 356 399 439 461

Total liabilities 2,865 3,106 3,600 3,784 3,922 3,955 4,683

Shareholders’ equity

Capital stock 400 995 — — — — —

Additional paid-in capital — 909 — — — — —

Retained earnings 59 71 — — — — —

Other retained earnings 3,487 4,291 — — — — —

Unrealized gain on other securities 17 19 — — — — —

Capital stock — — 995 995 995 995 995

Capital surplus — — 909 909 909 909 909

Retained earnings — — 5,147 6,190 7,325 7,860 7,899

Unrealized gain on other securities — — 11 18 37 69 69

Treasury stock — — — -269 -952 -746 -746

Total shareholders’ equity 3,963 6,286 7,063 7,843 8,314 9,086 9,126

Total liabilities and shareholders’ equity 6,829 9,392 10,664 11,628 12,236 13,042 13,812

Note: Balance sheets have been audited.


Statements of Income


(Millionsofyen)

YearsendedMarch31 2001 2002 2003 2004 2005 2006 2006

Net sales 9,222 10,500 11,239 12,562 13,968 14,626 17,399

Cost of sales 5,428 6,620 6,888 7,467 8,126 8,898 11,027

Gross profit 3,794 3,879 4,351 5,095 5,842 5,727 6,371

Selling, general and administrative expenses 1,880 2,205 2,559 2,822 3,368 3,452 4,069

Operating income 1,913 1,674 1,791 2,272 2,473 2,275 2,301

Non-operating income 15 87 33 32 146 227 249

Interest income 1 2 1 17 24 6 4

Foreign exchange gain — — — — — 160 160

Other 13 85 32 14 121 25 18

Non-operating expenses 118 19 48 22 3 1 3

Other 118 19 48 — — 0 1

Ordinary income 1,809 1,743 1,777 2,282 2,616 2,501 2,548

Extraordinary profits 113 108 — — 0 — —

Extraordinary losses 20 172 40 39 68 46 50

Income before income taxes 1,902 1,679 1,737 2,242 2,547 2,454 2,497

Corporate, local income and enterprise taxes 757 724 807 1,058 1,050 978 982

Adjustment of income taxes 46 8 -59 -118 -14 12 12

Net income 1,098 945 989 1,302 1,511 1,463 1,503

Note: Statements of income have been audited.

YearendedMarch31,2006 Thousandsofyen

CAE Solution Services Business

Network Solution Services Business Total Eliminations Consolidation

Net sales

Sales to outside customers 14,383,429 3,015,662 17,399,091 — 17,399,091

Sales and transfer between segments — 5,069 5,069 -5,069 —

Total 14,383,429 3,020,731 17,404,161 -5,069 17,399,091

Operating expenses 10,897,612 2,858,645 13,756,257 1,340,976 15,097,234

Operating income 3,485,817 162,086 3,647,903 -1,346,046 2,301,857

Total assets 4,992,350 1,372,409 6,364,760 7,447,506 13,812,266

Depreciation 43,034 24,857 67,892 82,547 150,440

Capital expenditure 63,260 300,568 363,828 51,934 415,762

Note: Business segment information has been audited.

NoteGeographical segment informationAs sales and asset amounts in Japan constitute more than 90% of the total sales and assets of all segments, respectively, the disclosure of geographical segment information has been omitted.

Business Segment Information


Statements of Cash Flows


(Millionsofyen)

YearsendedMarch31 2001 2002 2003 2004 2005 2006

Cash flow from operating activities

Income before income taxes 1,902 1,679 1,737 2,242 2,547 2,497

Depreciation and amortization 115 139 114 135 181 150

Expenses for new securities issuance — 17 — — —

Interest and dividend income -1 -4 -1 -3 -3 -4

Interest on marketable securities — — -16 -14 -21 -35

Gain on sale of marketable securities — — -15 — — —

Bad debt loss — — 33 — — —

Loss on disposition of property, plant and equipment 20 11 6 6 67

Write-down of investment securities — 161 — 33 1 0

(Increase) Decrease in trade receivables -283 -50 -572 184 -414 105

(Increase) Decrease in inventories 20 -32 -60 14 21 48

Increase (Decrease) in trade payables 332 174 199 -446 173 257

Increase (Decrease) in accrued expenses 49 -4 58 132 0 -12

Increase (Decrease) in accrued consumption tax and others 7 28 -38 50 -40 -19

Increase (Decrease) in allowance for doubtful receivables -5 -2 0 -0 0 -2

Increase (Decrease) in accrued bonuses for employees -18 41 12 24 28 6

Increase (Decrease) in allowance for employees’ retirement -79 47 25 -12 32 29

Increase (Decrease) in accrued severance indemnities 30 -102 -13 3 11 5

Payment for directors’ and statutory auditors’ bonuses -8 -8 -24 -26 -50 -76

Others, net 37 -381 134 77 28 19

Subtotal 2,121 1,714 1,580 2,400 2,563 2,969

Interest received 1 4 15 18 25 27

Interest on refund — — — — 34 —

Income taxes paid -974 -748 -716 -840 -1,115 -1,142

Net cash provided by operating activities 1,148 970 879 1,577 1,508 1,854

Cash flow from investing activities

Payment for acquisition of securities of newly consolidated subsidiaries — — — — — -257

Proceeds from refund of time deposits 400 1,720 — — — —

(Increase) Decrease in marketable securities — -2,398 715 -2,501 985 133

Increase (Decrease) in loans — — — -500 -500 21

Payment for acquisition of property, plant and equipment -178 -87 -50 -113 -166 -82

Payment for acquisition of intangible fixed assets -4 -8 -28 -286 -54 -335

Payment for purchase of investment securities -161 — -38 — — —

Payment for investments — — — — -25 —

Others, net -14 -0 -19 -2 -47 1

Net cash provided by (used in) investing activities -1,679 -775 578 -3,403 190 -512

Cash flow from financing activities

Repayment of short-term borrowings — — — — — -410

Payment for repurchased stock — — — -269 -682 -277

Cash dividends paid -120 -120 -180 -231 -324 -532

Proceeds from issuance of common stock — 1,486 — — — —

Net cash provided by (used in) financing activities -120 1,366 -180 -501 -1,006 -1,064

Effect of exchange rate changes in cash and cash equivalents 10 -14 -0 10 1 22

Net increase (decrease) in cash and cash equivalents 662 1,546 1,277 -2,315 693 299

Cash and cash equivalents at beginning of period 2,243 1,580 3,127 4,404 2,088 2,781

Cash and cash equivalents at end of period 1,580 3,127 4,404 2,088 2,781 3,081

Note: Statements of cash flows have been audited.


Stock Information

Consolidated Subsidiaries(AsofMarch31,2006)

KGT Inc. (Acquired in April 2005)

Capital: ¥100 million (Equity stake 100%)

Location: Shinjuku-ku, Tokyo

Founding date: November 1994

Number of employees: 61

Business: Development, sale and operation of visualization software for the scientific computation field, image processing software for medical use, network security software, and internal control systems

PLAMEDIA CORPORATION (Acquired in August 2005)

Capital: ¥45 million (Equity stake 95%)

Location: Nakano-ku, Tokyo

Founding date: December 1988


Business: Development, sales and contracted research of mold flow and molding analysis software, research and development of software on properties and molding qualities of polymeric materials.

Non-Consolidated Subsidiary(AsofMarch31,2006)

CCA Engineering Simulation Software (Shanghai) Co., Ltd.Location: Shanghai, China

Founding date: December, 2004

Capital: US $250,000 (Equity stake 66%)


Business: Providing total CAE solutions including CAE training, analysis outsourcing, consulting, and product sales

Composition of Shareholders(AsofMarch31,2006)

Number of shares issued and outstanding ......................324,000

Number of shareholders .....................................................9,088

Ownership of Shares Item Numberofshares

Japanese corporations 169,184

Foreign institutions and individuals 18,570

Japanese financial institutions 37,549

Japanese securities firms 3,354

Japanese individuals 83,924

Employee stock ownership 3,686

Officer stock ownership 3

Treasury stock 7,730

Total 324,000

Major Shareholders

Name

Percentageofvotingrights(%)

FUJI SOFT ABC INCORPORATED 53.1%

Trust & Custody Services Bank, Ltd. (Annuity Trust) 3.5%

Japan Trustee Services Bank, Ltd. (Account in Trust) 1.9%

Shigehisa Inoue 1.4%

The Master Trust Bank of Japan, Ltd. (Account in Trust) 1.4%

Trust & Custody Services Bank, Ltd. (Account A in Trust) 1.3%

Cybernet Systems Employee Stock Sharing Plan 1.2%

The Bank of New York -Jasdic Treaty Account 0.9%

United Nations for the UNJSPF, a UN organization Small Cap 0.8%

Stock Price

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3206/112111098765432

05/112111098765

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TOPIX (Closing) (Right scale)

Cybernet Systems (Closing) (Left scale)

Note: The figures shown have been adjusted for a three-for-one stock split implemented in July 2005.

Japanese corporations 52.2%Foreign institutions and individuals5.7%Japanese finanncial institutions11.6%Japanese securities firms1.0%Japanese individuals 25.9%Employee stock ownership1.1%Officer stock ownership0.0%Treasury stock2.4%

Cybernet Systems Group


Corporate Data

Company Name:CYBERNET SYSTEMS CO., LTD.

Tokyo Stock Exchange First Section, Security Code: 4312

Head Office:Nissay Otowa Bldg., 15-6, Otsuka 2-chome, Bunkyo-ku, Tokyo 112-0012, Japan Tel: 03-5978-5400

Head Office Annex: Sumitomo Fudosan Otowa Bldg. 9-3, Otsuka 2-chome, Bunkyo-ku, Tokyo 112-0012, Japan

Nishi-Nihon Branch:Chuo Odori FN Bldg. 3-8, Tokiwamachi 1-chome, Chuo-ku, Osaka 540-0028, Japan Tel: 06-6940-3600

Chubu Branch: FUJISOFT Bldg., 6-26, Nishiki 1-chome, Naka-ku, Nagoya-shi, Aichi 460-0003, Japan Tel: 052-219-5900

Established:April 17, 1985

Capital:¥995 million (AsofMarch31,2006)

Business:O Cybernet Systems sells CAE software of

the top class worldwide used for such wide-ranging applications as control de-sign, structural analysis, optical design, electronic circuit design, thermodynamic analysis, mechanical analysis, acoustic analysis, nano-device design, biomedical engineering analysis, pre- and post-pro-cessing, numerical processing, simula-tion language, and telecommunications. It also sells network software used in process learning, software asset admin-istration, and terminal emulators as well as web conferencing services.

O Cybernet Systems provides user educa-tion through various types of seminars; such professional services as technical support, contracted analysis, and con-sulting; and also develops interfaces, models, and analysis modules.

M Organization

Sales Department

Business Development Department

Sales and Technical Promotion Department

Engineering Department

Marketing Department

PIDO Department

Sales Department

Field Application Engineering Department

Engineering Department


EDA Solution Department

EDA Engineering Service Department

Optical Solution Department


Network Solution Department

Sales Planning and Administration Department

New Business Development Department

CAE Technical Laboratory

Corporate Planning Department

General Administration Department

Accounting and Planning Department

Information Systems Department

Human Resources Department

Public Relations Department

West Japan Branch Office

Central Japan Branch Office

Internal Auditing Department

Mechanical CAE Division

Applied Systems First Division

Applied Systems Second Division

Business Division

Corporate Division

President

Board of Directors

Board of Corporate Auditors

General Meeting of Shareholders

(AsofMay1,2006)

Board of directors and Corporate Auditors

President: Kuniaki Tanaka Senior Managing Director: Kyuetsu Mihira Managing Director: Hiroshi Takahashi Directors: Satoshi Imamura Yoichi Mizoguchi Takaaki Shigemitsu Full-time Corporate Auditor: Yoshiharu Nomura Corporate Auditors: Matsuhiko Kohno Sabuhiko Tatsuta* Masahiro Ogiso* (*Externalorditors)

(AsofJune23,2006)

Employees:295(AsofApril1,2006)

Corporate History

January 1967 Control Data Far East (CDFE) opens as the Tokyo branch office of Control Data Corporation (CDC), a U.S.-based company known as a pioneer in supercomputer development.

May 1971 CDC establishes its Japanese subsidiary, CDC Japan.

July 1980 CDC Japan begins offering scientific computing services, Cybernet Services.

April 1985 CDC Japan establishes Cybernet Systems Co., Ltd. to drive its Cybernet Services businesses. The new company is capitalized at ¥1 million and located at the Sunshine 60 Building in Higashi-Ikebukuro, Toshima-ku, Tokyo.

October 1985 Opens a branch office in Minami-Senba, Chuo-ku, Osaka (now the Nishi-Nihon branch office).

November 1985 Increases capital to ¥196 million.

April 1989 Kobe Steel Ltd. acquires the stock of Cybernet Systems from CDC Japan and increases the acquired company’s capital to ¥400 million.

March 1994 Relocates headquarters to Bunkyo-ku, Tokyo.

June 1998 Moves the Osaka branch office to a new location in Osaka, to accom-modate business expansion.

October 1999 FUJISOFT, Inc. acquires the stocks of Cybernet Systems from Kobe Steel. and Cybernet Systems becomes its wholly owned subsidiary.

July 2000 Opens an annex to its headquarters in Tokyo.

October 2001 Lists on the JASDAQ exchange and increases capital to ¥995 million.

August 2002 Opens the Chubu Branch Office in Nagoya to cover central Japan.

August 2003 Lists on the Second Section of the Tokyo Stock Exchange.

September 2004 Lists on the First Section of the Tokyo Stock Exchange.

December 2004 KGT Inc. made a subsidiary through acquisition of all shares.

February 2005 PLAMEDIA Corporation made a subsidiary through acquisition of 95% of shares

May 2006 Receipt of all operating rights of Keihin Artwork Co., Ltd. and EDA Connect Co., Ltd.

Nissay Otowa Bldg. 15-6, Otsuka 2-chome, Bunkyo-ku, Tokyo, 112-0012, Japan Tel: +81-3-5978-5400 Fax: +81-3-5978-5441 http://www.cybernet.co.jp

古紙配合率100%再生紙を使用しています

This investors’ guide is printed with soy ink on paper which is 100% recycled. Printed in Japan

Investor Relations on the Internet

http://www.cybernet.co.jp/english/ir/

Our Investor Relations Home Pages on the World Wide Web offer a wealth of corporate information, including the latest financial results and frequently asked questions.

Documents

06 - cybernet.co.jp · aided engineering (CAE) solutions. ... sentative director of Cybernet Systems in June 2006. As the ... in 2008 or 2009